


Symbiote Slut

by PaperFox19



Category: Spider-Man - All Media Types, Ultimate Spider-Man (Cartoon 2012)
Genre: Anal Sex, Body Modification, M/M, Oral Sex, Protective Venom Symbiote (Marvel), Tentacles, Yaoi
Language: English
Status: In-Progress
Published: 2020-01-05
Updated: 2021-01-13
Packaged: 2021-02-27 13:20:59
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 3
Words: 6,044
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/22127824
Author URL: https://archiveofourown.org/users/PaperFox19/pseuds/PaperFox19
Summary: Venom understood loneliness, so when he bonded with Peter Parker he saw the boy was alone, he needed to be surrounded by love, so Venom may have decided to give him a push. Train his body while he sleeps, give some oomf oomf to the pecker area, adjust his hormones and evolve his body. By the time Peter notices what Venom has done its too late, Venom tells him to trust him and with his help Parker will have a harem he could only dream of, made reality. Switcher Peter/Venom/Harem
Relationships: Peter Parker/Venom Symbiote
Comments: 22
Kudos: 376





	1. Chapter 1

**Author's Note:**

> Please Read and Review

Symbiote Slut

Venom understood loneliness, so when he bonded with Peter Parker he saw the boy was alone, he needed to be surrounded by love, so Venom may have decided to give him a push. Train his body while he sleeps, give some oomf oomf to the pecker area, adjust his hormones and evolve his body. By the time Peter notices what Venom has done its too late, Venom tells him to trust him and with his help, Parker will have a harem he could only dream of, made reality. Switcher Peter/Venom/Harem

Chapter 1

If there was one thing the symbiote knew it was loneliness. He ventured off away from his kind to find a host all his own, but he had been trapped for so long. So when he was found by an astronaut he’ll admit he got a bit clingy. He wasn’t the right host, his emotions and memories were not a good fit. He wanted a host that understood his pain so they could be there for each other. The symbiote and its host, if they weren’t a good match the host would be used up, though some symbiotes didn’t care. Use them up and move on, but that’s not what he wanted.

Through a series of events, the symbiote ended up on Peter Parker aka Spiderman. His loneliness, though he had friends and family he was keeping secrets, he fought alone not willing to put anyone at risk. His secret divides him from both heroes and normal people. His love life suffered, he had to make excuses for why he was always disappearing to be a hero.

He combed through the boy’s memories, the seed of loneliness was planted long ago when his parents left him. Though his Aunt May and Uncle Ben did their best to raise him, and they did much to sooth that loneliness. Then that fateful day occurred…

Peter Parker was driven to become a hero, to use his power responsibly. He felt he had to live up to what his Uncle Ben taught him and believed in. Even though there were those against him like J. Jonah Jameson, who believed he was a menace and had to be destroyed, despite him putting his life on the line helping people. Some people believed in him, but some people blindly believed what was told to them on the news.

This resulted in Spiderman getting trash thrown at him, getting yelled at or cursed at when he was thwiping through the streets. Was he a hero? Was he a menace? Maybe a bit of both? Fools all of them!

The symbiote was able to learn a lot from him, falling deeper and deeper in love. Spiderman had been a hero for a little over a year, he’s had some close calls, some struggles, throwing his little quips around to deal with the heavy stuff he’s dealing with. All of Peter’s knowledge was a wealth of information for the symbiote.

He knew that a spider without its venom would eventually be squashed. So he decided he would become the venom for Spiderman, he would protect his precious host and more. Spidey has been rocking the black suit, for a few weeks now. Venom was able to create its own web fluid, augment his powers, his speed, power, and durability increasing. The suit could even shapeshift into any clothing or disguise Peter needed.

Peter yawned as he slipped into his bedroom, he was exhausted, classes, his part-time job, and doing Spidey work, it had been a long day. “Hey, Venom, I’m beat do you think you can wake me up in a few hours?” he yawned.

“Oh I can do that.” the ooze shifted and slithered, revealing Peter’s naked body. Peter put on some boxers and crashed into his bed.

“Thanks, buddy.” He was out after just a few minutes.

Venom marveled at his host’s form. Hero work did great for his body, from nerdy twink to chiseled hunk. That radioactive spider beat really stimulated his cells and muscles. Why his host didn’t find time for mating was sad, he deserved so much love. Peter had been Venom’s cure for loneliness, so he was gonna see to it they were never lonely again.

His host was sound asleep before Venom got to work. Dark ink-like tentacles got to work, lowering Peter’s boxers down his toned legs and pool at his ankles. He admired Peter’s body some more. The boy had a nice nest of manly hair crowning his crotch, the boy’s soft 4-inch dick and smooth nuts looked positively tasty.

The symbiote’s head slithered down taking in his manly musk, so rich from a long day. Since the bite, Peter had become a grower. Venom licked his cock while letting the tendrils fondle his balls. ‘So tasty!’ he licked the boy’s cut dick while fondling his nuts.

Peter moaned in his sleep, too tired to respond even as his dick was licked and his balls teased. Venom’s tongue wiggled and caressed, working the underside of his fat head and teasing his glans. Peter’s dick pulsed and began to swell, doubling in size reaching 8 inches long.

Venom had some tendrils work the base of his shaft as his mouth made sweet love to his cock head, his thin talented tongue could do wonders. Once he had the boy leaking pre-cum he began to drink. “Mmm!”

Peter grew flushed, his symbiote could feel his heart racing, his release growing, and building. Venom was positively giddy, he could feel Peter’s pleasure through their link, so he could adjust his grip, his speed, putting on the pleasure to draw out the most of the web head’s need. Once he was perfectly prepared, Venom opened his symbiote mouth and latched onto his cock head.

The suction that followed would put vacuums to shame, the symbiote didn’t need to breathe so it was like being strapped into a milking machine! Peter’s hips jumped off the bed and he moaned as he came. Thick cum poured and flooded the symbiote’s mouth. He absorbed the tasty cum savoring the rich flavor. “Yummy!”

Venom blushed, his liquid body jiggling as the flavor made him hot hot hot! He wanted more so he continued stimulating the hero’s dick. In its sensitive state, it wasn’t long before he was coming again. Peter came again and Venom chugged it down.

His cock started to soften and shrink. Venom wasn’t done with the boy yet, this was just the appetizer. Since Peter has been neglecting his needs since becoming Spiderman, Venom was going to help him out, in more ways than one. The symbiote poured down Peter’s pipe, surging into the boy’s body.

First things first, Venom began to stimulate the boy’s testicles, massaging them and enhancing them. Peter’s cum was so thick and manly, he just had to have more. He caused his nuts to grow and swell, improving his potency and his output. Now he could enjoy Peter’s cum to his little symbiote’s heart’s content.

Peter was none the wiser the next morning or the mornings that followed. Venom could drain his balls all night long, which he did, and thanks to augmentations Peter had the balls of a stud. Venom woke him up and got him ready for the day much to Peter’s appreciation. “Thanks, Venom, I don’t know what it is, but I feel today is gonna be a good day!”

“Of course, I’m happy to help.” he nuzzled against Peter.

His next plan was to put some oomf oomf into his host’s pecker, just as the spider bite helped him, he could perfect it. It took some time, but Peter was so busy, he didn’t even notice his cock growing. One inch a week, in just a month Peter’s soft cock was now 8 inches long, and he was still a grower, reaching 12 inches long.

More to love!

Venom just loved to coil around Peter’s long hard dick, squeezing and pumping him, teasing his glans and piss slit with his tongue. Once Peter was ready to cum, he’d bring it home with a non-stop sucking. The size wasn’t the only thing Venom blessed him with, he channeled some of that spider stamina south. He could now be harder longer.

There was more of Peter to love than just his cock, the boy’s manly chest and cute nipples were just begging to be stimulated. Venom spread over his arms and controlled them to grope his chest, flicking his nipples once they were nice and perky.

Peter moaned as Venom controlled his hands, working his nips, pinching them, rubbing them, even tugging at them. The sensations only tickled at first, but as Venom trained his nips, it slowly changed to pleasure. His nipples were turned into a strong erogenous zone, nice and plump, begging to be licked, nipped, and sucked.

The symbiote didn’t stop training his nips until he got Peter off from his nipples alone. Then he controlled the hands to have Peter jerk off and fondle his balls. Peter came again showering his pecs and abs in semen. ‘Such a tasty plate!’ Venom licked his chops and got to work cleaning everything up.

Venom knew there was just one other aspect his host was neglecting. Spiderman had an amazing ass, his skin-tight suit was always showing it off. Venom just had to train it up. His pink untouched hole was just asking to be devoured.

He slithered up his tight ass, wiggling and sinking deep into his butt. ‘Hello Mr. Prostate!’ he licked that sweet bundle of nerves and had Peter moaning in his sleep. The sensation was intense, almost painful, but Venom knew just how to turn his host’s discomfort into pleasure. He gave Peter his first anal orgasm, he came so hard he bukkake himself. ‘That’s so hot!’

Venom used Peter’s hands to properly train his hole, one finger, then two, then three. Gradually, over time, giving his ass a taste of pleasure that his host will crave. The pleasure he gave to Peter, his reward was cum, his master’s moans, and the pleasure Peter felt.

It was time for the last step, unlike everything that’s been done before Peter would notice this. There would be no going back, he was gonna give his master everything, everything he wanted, everything he needed, everything he could have dreamed of and more. Peter would know his love, and their loneliness will crumble away like dust in the wind.

To be continued...Peter’s Strangest Day


	2. Peter's Strangest Day?

**Notes for the Chapter:**

> Please Read and Review

Chapter 2 Peter’s Strangest Day

  
Venom woke up Peter as he normally did. “Morning Venom,” he said before yawning again. The brown-haired hero stumbled around, naked as a newborn babe, he was so out of it he completely ignored his morning wood. The 12-inch grower dick bounced around as he made his way for the morning shower. He yawned and rubbed his eyes.

  
“Let’s get you into the shower, you have classes in a couple of hours.” With Venom’s help, he was able to wash up and fully wake up. Once he was dry, Venom had him suited up in a flash, becoming the typical outfit he wore to school, so he had time to organize his backpack before heading down for breakfast. Aunt May made pancakes, fluffy and soaked with cinnamon and maple syrup.

  
“Thanks, Aunt May,” he kissed her on the cheek. He snuck some big bites to Venom, the ooze had to fight back so he didn’t make any noise, but the pancakes were so good! It was hard not to make the yummy sound. “They are delicious!” he licked his lips and downed some milk.

  
“You have a good day sweetie.” she kissed him on the top of his head. “I got an aerobics class, you have a good day sweetie.” Aunt May was a very active woman, doing all kinds of activities to fill her day. She was trying new things and if she found an activity she liked she stuck with it. Peter finished his pancakes and some fruit washed the dishes before heading out.

  
-x-

  
Peter also had helped Venom a bit too. He found a chemical solution to help a symbiote’s weakness to sound, a stabilizer. So the loud hustle-bustle of New York, and the school bells and alarms wouldn’t disrupt them. Now...a supersonic blast that was still trouble for them. Science can only do so much, and Venom was grateful for what he got, he didn’t know the world could be so noisy. Outside of being hit with a sound-based weapon or attack, he was good.

  
“Puny Parker!” Peter tensed and rolled his eyes. “It’s locker knocker time.” He punched the nearby locker as he approached him. Flash has been his bully since the fifth grade, stuffing him into his locker, taking his lunch or lunch money, wedgies, and other typical annoying bully stuff. The irony is he loved Loved LOVED Spiderman, he was a total fanboy. If he only knew he was picking on Spiderman, or that Peter could take him easily, and Venom could rip him apart, but they didn’t.

  
Peter ended up in a locker and Flash walked off laughing just as the bell rang and everyone was in class. Once things were quiet, Venom slipped through the slot and went to the combination lock. After some fiddling, the door opened with a click. “Thanks, buddy.”

  
“Mr. Parker, late again?” The teacher said.

  
“Sorry sir,” he took his seat. Flash snorted and chuckled. His friend Harry Osborn, mouthed a sorry. He was usually the one who got Peter out of lockers before Venom helped him. “It won’t happen again.” As he said that the class burst into laughter.

  
“I’ve heard that before, Mr. Parker. You are a smart young man, but be late again you’ll be finding yourself in detention every day for a month.”

  
“Yes sir,” Peter sulked.

  
Venom, however, was currently thinking of all the ways to punish Flash for his bad behavior. A spanking would be a good start. He’d have Flash tied up, strung up with his ass stimulated for hours, with his cock bound and plugged. He’d be begging for release, begging to please Peter in every way possible, and when he was allowed to he’ll take joy and pleasure from serving him. It will be glorious to see the jock in the throes of passion.

  
Peter was having a strange day, he thought it started off normal, but he was normally tired during the day, but today he felt full of energy. Usually, he was ready for a nap by the time it was Gym, but today he felt energized. “Hey Pete, you looking good today,” Harry said. “What’d you do, sleep for a week?”

  
“Haha, I don’t know man, I feel good today too.” he stretched a bit. “Really good.” They changed into gym clothes.

  
“Sorry about Flash, I thought you were in the clear.”

  
“It’s cool man.” he hugged Harry. It was returned, the boys were close. Venom noticed the skipped heartbeat the rich boy had, the rise in temperature, and the light spike in his musk, the hint of arousal. He noticed how Harry clung to Peter, ever so slightly, getting a whiff of Peter’s natural musk before pulling away.

  
“It’s not cool, I don’t know why Flash messes with you so much.” Harry crossed his arms.

  
“Who knows...” Venom had a theory but it would need to be tested.

  
“Better hurry up nerds,” Flash said, and Peter rolled his eyes. It was lap day, so Peter and Harry doing laps together.

  
“Maybe I just woke up on the right side of the bed today,” he said. “I haven’t felt this good in weeks.” Saying it out loud it was a little weird, maybe his powers were growing?

  
“That’s good, I was getting worried about you.”

  
“Thanks, Harry, I’ll try not to make you worry.”

  
“I’ll always worry...uhh what are friends for...right?” he blushed and chuckled nervously.

  
“We are more than friends Harry, we are Best Friends.” Venom felt bad for poor Harry. Peter didn’t mean it in a bad way but those words were like an arrow to the gut.

  
“Osborn, Parker, if you have time to chat you have time to run, double time!” they had to run faster. Peter did break a sweat. The coach made sure of that, he loved to push and push. There were days after lap day Peter thought his legs were on fire or gonna melt cause they felt like jelly. Today he felt a bit sweaty but he still felt good. Then it was time to hit the showers, and well he was catching some eyes.

  
It wasn’t just the way the water cascaded down his body, the way his muscles shimmered and shined. The loose clothing he wore, or what he asked Venom to make didn’t flatter his figure. What was so eye-catching was Peter’s larger cock. Until recently Harry had the biggest dick in the room at 7 inches, now Harry was blushing and feeling things as he gazed down at Peter’s growth spurt.

  
Flash was currently fighting a nosebleed, he had intended to mess with Puny Parker, but he wasn’t so puny. The blonde was currently trying not to stare, fight a nosebleed and hold down his 6-inch hard-on. Harry kept stealing glances at his naked and wet friend, not sure how to ask about his sudden growth without revealing his feelings. Plus he was too busy running through every gross thing he could think of to keep his cock from getting hard.

  
Seeing his new size was causing some feelings to rise up to the surface, Peter didn’t notice, but Venom did. After Peter excused himself and Venom redressed him, he came back out and noticed people were looking at him strangely. “What’s going on? Did Flash put a sign on my back or something?”

  
“No Pete, it’s nothing don’t worry about it.”

  
Peter was starting to worry cause something strange was going on, after lunch and some more classes, he felt full of energy. All day long, which was odd, and why did guys keep staring at him and blushing. He didn’t know what was going on but was in for a big surprise. “Whoa!” he gazed at his dick and blushed. “Was this why the guys were acting so weird?”

  
“It’s highly possible.” Venom said.

  
“Could my powers really be mutating?”

  
“Would it be so bad?”

  
“I dunno...” While he peed, he didn’t have the need to make a bowel movement, plus his insides felt tingly. This was Venom’s work, his body still had to expel toxins from his body, so he still had to urinate but his body was breaking down all food, and converting it to energy. This meant his ass existed purely for mating. His ass was positively throbbing, and his cock began to stir becoming a semi-hard state. ‘Maybe its because I haven’t had any alone time.’ He thought. ‘I’ll just burn off some steam.’

  
After school, he went on patrol Venom shifting to be his spider suit. “Venom, could I have a virus or a bug or something. I feel a bit weird.” he perched himself on a building, he rubbed his stomach.

  
“Good weird?” the symbiote responded.

  
“I...I guess...I haven’t...you know...” he crossed his arms, and stared down at his impressive bulge. “My powers have messed with my body before but...” he began running through the possibilities.

  
“I think it might be a good thing. Maybe now you can have more time exploring, other avenues...”

  
Peter’s eyes widened. “Venom...did you...ohhh!” He felt a tentacle wiggle inside his ass. “Venom!” His ass opened up for the tentacle allowing it to venture deep into his channel. His blood rushed south and his penis swelled, the suit shifting to perfectly encase his cock and balls. “Venom what are you doing?”

  
He pressed himself deeper against the wall as the tentacle shifted and formed becoming a replica of his hard cock. “I want you to be happy!” Venom exclaimed and began to stimulate Peter’s erogenous zones.

  
“Oh fuck!” Peter was blushing through his mask, his body shaking as the dildo began to expand and retract. Venom fucking him while keeping him full. The friction and heat felt so familiar to Peter, so hot, so good, it had his dick weeping and his nipples becoming little peeks. The symbiote suit hugged his cock so tight, it began to shift and squeeze adding to Peter’s pleasure. “Oh god!”

  
His hips rocked making his massive tool bounce and bob. “Ohh fuck fuck fuck VENOM!” the symbiote had the dildo pounding his sweet spot now. Peter was almost in tears it felt so good. His climax hit hard and his semen was allowed to shoot and cover himself in thick white goo. The orgasmic distraction could only last so long. Venom cleaned up the mess in an instant, purring in delight.

  
Peter wanted answers and Venom had to explain himself. “I just wanted you to have the chance to find love. I wanted you to be happy.”

  
“So you messed with my body?” Venom nodded and Peter sighed. “I’ll forgive you, but please don’t do it again.”

  
“I swear on our bond.” Peter kissed the blob, and the two made up.

  
Peter continued his patrol, his ass stuffed, and his semi-hard dick hugged tightly. He was rather enjoying the fullness and his balls were itching to cum again. Peter found the results of his new body quite fascinating if he had more time in the day maybe he could pursue a social life. He had some ideas of his own, the door was open and the possibilities and the thoughts he always pushed away were now overflowing. ‘This is gonna be good!’ Venom thought.

  
To be continued

**Notes for the Chapter:**

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	3. Chapter 3

**Notes for the Chapter:**

> Please Read and Review

Chapter 3

Flash Thompson wasn’t the nicest jock at school, he had some issues. He wasn’t bright so he was teased often by others. Flash lashed out and built up a bad reputation. Despite his skill in sports, he found it easier to bully others. Truth be told Flash could actually be smart, if he put his mind to it, he could be downright bright. He just got lost down the path of sports and popularity.

He would often push those he saw were weaker than him into lockers. This bully jock nature conflicted with his admiration for Spider-man. He thought the guy was so cool and strong. He admired him, and though he wouldn’t admit it out loud had a serious crush on him.

Flash has been bullying Peter for ages, Venom was tempted to rip him a part, but Peter was going for the turn the other cheek approach. In truth with his Spider Sense he could avoid Flash at any turn, with his speed and reflexes he might as well be standing still. Peter was strong enough to throw Flash through a wall, with just his spider powers alone, but he chose not to.

“Him, really?” Venom asked.

“Why not? Gotta start somewhere.” Peter shrugged.

“Why not that Harry boy you hang around?”

“He’s straight, he fools around with a lot of girls.” He claimed that they were just good friends. Venom had a feeling Harry wasn’t very straight. His partner didn’t notice when girls hit on him, Harry often stepped in. Venom could feel jealousy from that young man, but the jealousy wasn’t directed at Peter, it was towards the girls.

Venom didn’t like those girls anyway, they approached Peter hitting on him not because they wanted him, but wanting him to do stuff for them. His partner would figure it out eventually he was sure. Harry only gave those girls a taste of their own medicine.

-x-

Peter would get his shot at Flash, as the jock was currently in a whole heap of trouble. “Thompson!” The coach was giving Flash the riot act. “What is the matter with you? Your grades are slipping.”

“I’m sorry coach...”

“Sorry isn’t good enough Thompson, I’ve pulled strings to keep you on the field, but at this rate no matter how good you are on the field you’ll be off the team.”

“But coach!”

“No buts, you still got chances to get your grades up before the next big game. Do it, you better study like your life depends on it.” The coach left, leaving Flash stunned.

‘What am I gonna do?’ His hand balled into a fist.

“Flash...” he was snapped out of his daze to see Peter Parker. “Are you okay?”

“Tch, good timing Parker, I needed to let off some steam.” he punched the palm of his hand.

“Flash...save it, I heard.” Peter was showing him some backbone, which surprised the blonde. “You need help getting your grades up right?”

“Well I uh...” he rubbed the back of his head.

“I’m willing to help you. Under a few conditions.”

“You think you can blackmail me!” he grabbed Peter by the shirt, looking ready to punch him.

“I’m not blackmailing you, I don’t have to help you. If you want my help, you can agree to a few conditions, it you are too stubborn, enjoy the bench!” he smacked Flash’s hand away and walked off.

“Parker wait!” Flash raced after him, catching up to him quickly. “I can’t lose my spot on the team, sports is...all I have.”

Peter sighed. “Flash I think you can be more than just a jock. If you put your mind to it, you can get your grades up.” Flash blushed.

“W-what are these conditions?”

“First: I want you on your best behavior from now on, no bullying, no pranks, no Locker Knocker, no fights!”

“What?”

“I want to believe you are a good guy, so I’m willing to help you. If you prove you aren’t a good guy, you’ll end up where you deserve.”

“Ugh fine!”

“You could be at least a little appreciative. I am offering to help you, and you’ve been nothing but a jerk to me.”

“Y-you are right...” he bowed his head. “I’m sorry.”

“We need all the time we can to get your grades up, so I’d like you to stay over at my place.”

“Ehh, you must be joking!” He blushed. ‘Me and Parker...living together…’

“Let me guess, you also have practice and training, so you don’t have time to study? Well if you are with me, I can fill in any off time you have with study time.”

“I guess that makes sense.” He punched his palm. “This is like over night training camps coach had us go on.”

“Exactly!”

“Fine but we better get results.”

“If you put in the work we will.” He headed off.

Venom still wasn’t sure about this. He was shocked Flash was so accepting about it. ‘Could he possibly...’ Venom didn’t hate Flash, he just felt he was being too immature, if his theory was correct. ‘This little experiment will test my theory.’

-x-

Aunt May was gung ho about it. “I’m so happy Peter brought a friend home. He told me you needed to study so I made a bunch of different snacks that’s good brain food!”

“Thanks!” Peter said.

“Flash dear, is it okay with your parents?”

“Yeah my old man didn’t care once I told him this would help me stay on the team. My mom works a lot, but she said it was fine so long as I stay out of trouble.”

“Well that’s...nice...welcome to our home!”

“You mom is nice.” Flash said.

Peter paused, before he smiled. “Yeah she is!”

Aunt May heard, and she got really happy. “On second thought I’ll be baking cookies!” Peter would explain later, she maybe his aunt but she raised him. To him she was his mother, she filled his life with love and care.

Flash got a look at Peter’s room, lot of science stuff, a few posters of heroes. “What? Not a fan of Spiderman?” He had posters of Iron Man, Captain America, and a full poster of the Avengers.

“No I like him, Spiderman’s great!” He chuckled nervously. Peter didn’t really think as Spiderman he should have a poster of Spiderman. ‘People might think I have a huge ego.’

“These guys are cool and all but one day Spidey’s gonna be one of them. He’s the next generation of heroes!” That would be cool, but you didn’t just join the Avengers you had to be approached by SHIELD.

‘With how much JJ slanders me I doubt I’ll ever be considered.’ Peter thought. Venom believed they would be great, even if they weren’t the hero people wanted they’d be the hero they needed.

“Your room isn’t very big, we aren’t sharing a bed are we?!” Flash asked.

“No there’s room, I just need to move my bed.”

Flash laughed. “Want some help Par…” Without thinking Peter moved his whole bed to one side of the room. “Whoa!”

“It’s uhh not that heavy.” Peter chuckled. Venom mentally slapped him. **‘Be more careful!’**

‘Has Parker always been that strong?’ He wasn’t buying that, the bed looked heavy to him. “Have you thought about joining the team Parker?”

“I’ve thought about it but I have...other commitments.” Venom was just now giving him the chance to pursue a love life, throwing sports into the mix was a recipe for disaster. Flash just shrugged and pet started rolling out the air mattress. “I’ll have this set up in a jiff.”

“No rush...I guess!” Flash kept starring at Peter’s bountiful booty. ‘Oh shit!’ Seeing the lad’s bountiful ass had Flash’s heart racing and his blood rushing south. ‘Oh no, not again!’ He covered himself. “I gotta use your bathroom!” He zipped out of there, and while Peter was none the wiser, Venom saw the whole thing.

‘This might not be so bad after all!’ Venom thought with a chuckle.

Flash was currently going through a crisis. “Oh man, oh man, this can’t be happening!” He stared down at his aching erection. “First Spiderman, now Parker what are you doing to me!” He sighed. “Sure Parker’s had a growth spurt recently, and maybe’s he’s always had a sexy ass. When I slapped his ass in the halls I wasn’t doing it to touch him nope not at all!” He grabbed his twitching dick and began to jerk off.

The blonde was young, horny, and pent up, so it didn’t take long for him to cum. He cleaned up. He normally took out his sexual frustrations out through immature bullying. He didn’t have anyone to talk to about these things. His dad wasn’t the feelings type, and his mom was a bit of a prude. His fellow jocks were ride or die dude bros, not the type you can open up to about feelings for another dude. ‘Maybe I could talk to Parker about it? No way, after everything I’ve done to him he’ll make fun of me and ruin me for sure.’ He shook his head. ‘I just gotta focus on studying and get my grades up so I don’t get kicked off the team.’ He cleaned up and returned to Peter’s room.

Parker had finished setting up the air mattress. “Whoa dude where did you buy this thing, its super comfy.”

“Oh it’s from the store, but I modified it. I think for a science fair a couple years ago. I was able to make it as comfy as a bean bag chair, giving it the right amount of support.” He gave a bunch of technobabble to explain how he did it, that went right over Flash’s head.

“You really are amazing...erm a brainiac!” Peter moved a small table over and the two sat down and got to work.

“Let’s see where you are at academically.” He gave Flash a practice test to gauge what he knew and what he needed to know.

“A...test… already!?”

“Don’t worry, this will just show me where you are at.”

“Sure…” Peter clicked the timer.

“Begin!” Flash took the test, filling out the questions he knew. When the timer went off, Peter graded his test. “Hmm, hmm,” Peter examined his test.

“Give it to me straight Parker.”

“Well it’s not great, but not the worst either, do you have your last test?”

“Yeah.” He showed Peter his last test.

“Well you scored a 28 on this one.”

“Ugh!”

“But you scored a 52 on the practice test. Flash do you by chance have test anxiety?”

“If you are saying I get scared over some stupid test you are wrong! I’m not scared of anything!” He snapped.

“Whoa Flash easy! It’s okay!”

“No it’s not, you have all those hero posters, you think those guys get scared? You think Spiderman is scared of anything?”

“Yeah I do. I think the heroes have to be scared to do what they do. Some of them are so strong they have to think and worry about others. If they didn’t, if they didn’t use their powers wisely someone could get hurt or worse.”

“Man you really are smart.” He never thought of it that way. “When I take tests, I dunno its like stuff I know falls out of my head and stuff I don’t know weighs me down. I don’t wanna fail, cause I know I need good grades to stay in the game. I want my dad to stay proud of me, and my teammates rely on me!” He sighed. “I’m hopeless aren’t I?” Even on a test without pressure he only scored a 52.

“Not at all. I have tricks for dealing with test anxiety. We are here to study and we’ll get your grades up.”

“Thanks Parker.”

“Let’s study!”

“Sure!” They studied, had snacks and Aunt May made them dinner later.

Peter helped Flash grasp concepts he couldn’t before, from Math to Science. “We’ll start off small for today, and pick things up as we go along.” They took breaks in between to review and come down between subjects. Flash had tutors before, but they always made him feel stupid. If he asked the wrong questions, or got stuck on easy questions, he was deemed a lost cause. Even his dad didn’t believe in his brain, he overheard his dad once joking with his drinking buddies that Flash was lucky he was good at sports, he wouldn’t be getting far on academics.

Flash was able to keep his cool all through the studying, but when Peter got ready for bed, he went to get a shower and came back in nothing but a towel. ‘Shit!’ Flash couldn’t help but stare at Peter’s wet and chiseled form. ‘Since when did Peter get so hot.’ His bodacious booty was so plump and ripe, it stirred feelings inside him.

“Shower is all yours.” Flash ran like a bat out of hell, and he took quite a long shower. When he came back Peter was dressed in a tight top and some boxers, which was also doing it for the jock.

“I uhh I normally sleep naked.” He hadn’t brought any pajamas. ‘I’m so stupid!’

“You can do that if you want. I don’t mind, but if you feeling shy you can always wear boxers or underwear to bed. That’s what I’m doing.”

“Well I’m not shy, but I’ll wear the boxers.” Considering his cock was getting stiff again. “Hey Parker?”

“Yeah?”

“Thanks.”

“Hmm?”

“You know for being my tutor thank you!”

“Oh you’re welcome!” Peter rolled over and went to sleep, while Flash tried to ignore his throbbing manhood. Little did he know he wasn’t the only one. Once Flash fell asleep Venom got to work. He slithered over to the blonde and with a mischievous grin latched onto him.

‘Now let’s see what’s inside your head.’ The symbiote probed Flash’s mind. ‘Oh my!’

To be continued...Big Dreams and Changes

As Venom probes Flash’s mind to get a better feel for him. He learns a lot about Flash Thompson and he may make a good lover for his host after all. A few tweeks a nudge there, and as a reward for being a good boy Venom shows off a special spidey suit design he’s been working on.


End file.
